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Exhibit 10.18
2005 OFFICER BONUS PROGRAM
UNDER THE
ANHEUSER-BUSCH OFFICER BONUS PLAN
The Compensation Committee (the "Committee") of the Board of
Directors of Anheuser-Busch Companies, Inc.
(the "Company") hereby
establishes the 2005 Officer Bonus Program
(the "Program") in accordance
with the Anheuser-Busch Officer Bonus Plan
(the "Plan"), the terms of which
are incorporated herein by reference, as
follows:
Section 1. PERFORMANCE PERIOD. The calendar year 2005 ("2005")
shall constitute the Performance Period for
the purpose of determining
Bonuses payable to Participants in the
Program.
Section 2. PARTICIPANTS AND DESIGNATED COVERED EMPLOYEES. The
officers of the Company listed on Schedule
A attached hereto are hereby
designated as Participants in the Program.
The first eight Participants
listed on Schedule A ("Designated Covered
Employees") are those the
Committee believes may be or become covered
employees as that term is
defined by Section 162(m) of the Code
("Covered Employees").
Section 3. PERFORMANCE GOAL. The performance goal for 2005 (the
"Performance Goal") shall be met if Pretax
Income for 2005 equals or exceeds
XX percent of Pretax Income for 2004. No
Bonus shall be paid to Designated
Covered Employees under the Program if the
Performance Goal is not
satisfied. For purposes of this Program,
"Pretax Income" shall be deemed to
mean the amount of the Company's
consolidated earnings before income taxes,
adjusted as follows:
(a) increased
or decreased to eliminate the effect of any
adjustment made in calculating consolidated earnings
before income taxes to reflect gain or loss on the sale of
any unit reported as a separate line-item, any separately
stated unusual items within the meaning of Generally
Accepted Accounting Principles ("GAAP"), and/or any
accounting principle change required or allowed by GAAP
that is not retroactively applied to prior years. (If the
accounting change is retroactively applied to the prior
year, there is no adjustment for the accounting change.);
(b) increased
by the amount of bonus expense, whether or not
under the Program, which is reflected in the Company's
consolidated earnings before income taxes;
(c) increased
for the impact on pretax income of interest
expense attributable to the Company's ownership in Grupo
Modelo, S.A. de C.V. and Compania Cervecerias Unidas,
S.A.; and
(d) increased
for the impact on pretax income of interest
expense attributable to the Company's equity ownership in
any additional company acquired in
2005 and accounted for under the equity method of
accounting under GAAP.
Section 4. BONUS POOL. The aggregate amount of Bonuses which may
be
paid to Participants in the Program shall
equal .638% of Pretax Earnings for
2005 (the "Bonus Pool").
Section 5. BONUS FORMULA. The percentage of the Bonus Pool that
each Designated Covered Employee shall
receive under the Program and the
percentage of the Bonus Pool that the
remaining Participants shall receive
under the Program (the "Bonus Formula")
shall be as set forth on Schedule A
attached hereto, subject to the Committee's
exercise of Committee Discretion
as defined in Section 6 below.
Section 6. COMMITTEE DISCRETION. The Committee shall have the
discretion to establish the amount of any
Bonus payable to any Participant
other than a Designated Covered Employee,
except that the total amount of
Bonuses paid under the Program may not
exceed the Bonus Pool established in
Section 4; the Committee may reduce but may
not increase the amount of any
Bonuses payable to Designated Covered
Employees to reflect individual
performance and/or unanticipated factors
(in either case, "Committee
Discretion").
Section 7. DESIGNATED COVERED EMPLOYEE MAXIMUM. Notwithstanding
satisfaction of the Performance Goal, no
Designated Covered Employee may
receive a Bonus under the Program which
exceeds the lesser of (i) $6 million
or (ii) the per-covered employee limit in
effect under Section 7 of the Plan
on the date of payment.
Section 8. PAYMENT OF BONUSES. After the end of 2005, the
Committee
shall certify in writing whether the
Performance Goal has been satisfied and
the amount of the Bonus payable to each
Designated Covered Employee for
2005, if any. All or part of the Bonuses
payable to Participants who are not
Designated Covered Employees may be paid
prior to the end of 2005 on an
estimated basis, subject to adjustment in
the discretion of the Committee.
All or part of the Bonuses payable to
Designated Covered Employees may be
paid prior to the end of 2005 only if such
payment will not result in
Bonuses paid to Covered Employees failing
to constitute qualified
performance-based compensation under
Section 162(m) of the Code (e.g., if
regulations or rulings allow earlier
payment on an estimated basis subject
to adjustment). Subject to the foregoing,
the timing of payment of Bonuses
to all Participants shall be within the
sole discretion of the Committee.
The Company shall withhold from any Bonuses
all taxes required to be
withheld by any federal, state or local
government.
Section 9. LIMITATION ON RESTRICTIONS. Notwithstanding anything
to
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